|  |  |  |
| --- | --- | --- |
|   |    | “The Reinsurers and the Reinsured hereby mutually agree that in the event of any claim arising under the reinsurance in respect of a total loss or other claim where as provided
by the Aircraft Lease Agreement dated as of [            ] and made between [Lessor] and [Lessee] such claim is to be paid to the person named as loss payee under the primary
insurance, the Reinsurers will in lieu of payment to the Reinsured, its successors in interest and assigns pay to the person named as loss payee under the primary insurance effected by the Reinsured that portion of any loss due for which the
Reinsurers would otherwise be liable to pay the Reinsured (subject to proof of loss), it being understood and agreed that any such payment by the Reinsurers will (to the extent of such payment) fully discharge and release the Reinsurers from any and
all further liability in connection therewith”; subject to such provisions not contravening any Law of the State of Incorporation;  |

  


7-3